Capital markets: debt in Netherlands

Allen & Overy LLP

Allen & Overy LLP provides expertise across the full range of debt capital markets work, including bond and debt programmes, hybrid capital, convertible notes issues, and high-yield structures. The team advises prominent international banks, insurance companies, and financial institutions, acting on both the issuer and underwriter side. The practice is led by capital markets specialist Jonathan Heeringa, with associate Sophia Evenhuis also recommended for her work on international transactions.

Practice head(s):

Jonathan Heeringa

Testimonials

Well versed in dealing with complex and novel transactions, both on the bank and insurance front. We have interacted with them as issuer counsel and dealer counsel and received excellent work on both occasions. Whether it is in projects that require innovation, or in projects that go beyond originally envisaged time frame and thus require good memory on why and how certain points have been negotiated, they provided invaluable support.

Hands on, efficient, easy to work with, great knowledge.

The team of Jonathan Heeringa has as a hands-on mentality and is flexible in suggesting appropriate language fitting the client, taking into account best practices and latest developments in the market.

Jonathan Heeringa is a valued player in the Dutch arena of capital markets lawyers. Easily approachable, down to earth and focusing on a solution that is tailored to the client and the available opportunities.

Key clients

Atrium Europe Real Estate Limited (AERE)

Koninklijke Ahold Delhaize

Aegon

ING Bank

HSBC

Van Lanschot N.V

Wolters Kluwer N.V

ASR Nederland N.V

Vesteda Finance B.V

Nationale-Nederlanden Bank N.V

Deutsche Bank AG

JP Morgan Securities PLC

Work highlights

  • Advised Aere as issuer counsel on a cash tender offer for existing bonds and a new bond issue.
  • Assisted Aegon with the inaugural issue of conditional convertible RT1 notes.
  • Advised Ahold Delhaize on a fixed-rate green bond/sustainability bond issue.

Clifford Chance

Jurgen Van Der Meer leads the practice at Clifford Chance, which acts for a wide range of prominent international businesses and financial institutions, including Siemens, Goldman Sachs, and Credit Suisse. The team advises clients across the full spectrum of debt-based capital markets work, including medium-term notes, benchmark trades, private placements, stand-alone transactions, and sustainable bond issues, including several high-value securities issues. Notably, the firm advised an underwriting consortium that included ABN Amro on the first issuance of green bonds by a residential fund. Senior counsel Tineke Kothe and associate Hugo van der Molen are also noted.

Practice head(s):

Jurgen van der Meer

Key clients

ABN AMRO

Rabobank

LeasePlan

Morgan Stanley

Goldman Sachs

Siemens

Volkswagen

Stedin Holdings B.V

Credit Suisse

PostNL

Deutsche Bank

Citi

BAML

ING Bank

Work highlights

  • Advised LeasePlan on its successful €500m inaugural issue of additional tier one instruments.
  • Acting for Rabobank on its issue of €1bn perpetual additional tier one securities.
  • Advising Morgan Stanley as underwriter on the inaugural issue of Van Lanschot of €100m securities.

De Brauw Blackstone Westbroek

De Brauw Blackstone Westbroek primarily advises companies and banks on debt transactions and regulatory capital instruments, and is a popular choice for clients including Phillips and Shell. Matters include bond and notes issues, and private placements, with a particular strength in green bonds, advising several clients on market-leading issuances. The practice is led by Niek Biegman and also includes key names Menno Stoffer and Ferdinand Hengst. Senior associate Pim van Leersum is highly recommended for his 'practical approach' and work on private placements.

Practice head(s):

Niek Biegman

Testimonials

The team that assisted us understands the needs of our company. They flag relevant issues well, without claiming too much time and internal resources for more technical discussions.

What we feel is important is a proper allocation of resources. Partners should be available for certain parts of the transaction, but should not necessarily be involved in all details. De Brauw generally plays this well.

Pim van Leersum is friendly, mature, knowledgeable and always available.

We have been very happy with De Brauw’s work on our High Yield Bond earlier this year – they combine theory with practice in a way that supports the success of the transaction rather than impeding it or slowing it up. They are very responsive – even parachuted in an able-bodied junior when my transaction threatened to be bogged down in fact back-up and data requests and my own team didn’t have the bandwidth to handle it. At the same time, they gave us helpful commentary and advice, while rapidly turning around the 952-page prospectus I asked them to review. We are very happy with De Brauw’s support on every level.

Pim van Leersum was our primary point of contact. He has a nice combination of expertise and a practical approach that makes it valuable and a pleasure to involve him.

Key clients

AMG Advanced Metallurgical Group

Akzo Nobel

BC Partners

DSM

Gasunie

Havenbedrijf Rotterdam

Innogy

Leaseplan

NXP Semiconductors

Nomura

Philips

Royal Schiphol Group

Takeaway.com

Tennet

Shell

Work highlights

  • Advised Havenbedrijf Rotterdam N.V. on establishing a €250m commercial paper programme.
  • Advised Schiphol on issuing green bonds, raising €500m, the first such issuance of green bonds by a European airport.
  • Acted for Gasunie on the update of its €7.5bn European medium-term note programme.

Linklaters

The highly rated Pim Horsten leads the practice at Linklaters, which acts for prominent banks and financial institutions on both the issuer and underwriter side. The team works closely with the firm's international offices on high-value cross-border transactions, including bond issues, notes issues, restructurings, and regulatory products, with matters originating in both the Netherlands and the US. Managing associate Menno Baks is also recommended for his work on regulatory products.

Practice head(s):

Pim Horsten

Testimonials

A small team consisting of highly specialised lawyers in the field of capital markets. They combine in-depth knowledge and experience with a hands-on attitude.

We have been working closely together with Menno Baks for several years. Menno takes full responsibility for getting our products along. For regulatory capital products we have been working with Pim Horsten for several years. He has a huge knowledge and experience with these products.

Key clients

ING

Rabobank

UBS

ABN AMRO

Credit Suisse

Morgan Stanley

NatWest Markets

RHI Magnesita N.V.

Berenberg

Work highlights

  • Advising ING on its offering of $1.25bn 6.75% perpetual additional tier one contingent convertible capital securities.
  • Acted for Credit Suisse and other underwriters on Rabobank’s issue of €1bn non-preferred senior notes.
  • Advising Thermo Fisher Scientific on the SEC registration and issue of €600m floating-rate senior notes.

NautaDutilh

The practice at NautaDutilh acts across a wide range of complex debt transactions, particularly convertible, high-yield, and investment-grade offerings. Clients include major Dutch and multinational banks, with work encompassing bonds issues on the issuer and underwriter side, regulatory advice, and structuring notes programmes. The practice is led by the highly regarded Petra Zijp, alongside Antonia Netiv and Elizabeth van Schilfgaarde

Testimonials

Very responsive and practical.’

Work highlights

  • Advised Rabobank on the establishment of a SME debt platform, Rabo&Crowd.
  • Acted for Barclays on all Luxembourg, Dutch and Belgian law aspects of a €255m senior secured floating-rate notes high-yield bond offering.
  • Advised Nordic Trustee as manager of a €240m bond issue by Bluewater Holding.

Simmons & Simmons

Simmons & Simmons handles high-profile matters for issuers and underwriters, with the international qualifications of practice head Peter Voorhees allowing the team to offer fully integrated advice on Dutch, US, and UK capital markets matters. Clients include major international banks, and notably the state of the Netherlands, which the firm advised on the issuance of green bonds. Other matters include bond and notes issues, including complex exchangeable bonds, alongside updates and restructuring work. Marieke Driessen and associate Shari Taylor Molloy, who is US and UK qualified, are other key names.

Practice head(s):

Peter Voorhees

Key clients

ABN AMRO

BNG Bank N.V.

Citigroup Global Markets Limited

Coöperatieve Rabobank U.A.

Delta Lloyd

ING Bank N.V.

LeasePlan Corporation N.V.

Lloyds Bank plc

Nederlandse Financierings-Maatschappij voor Ontwikkelingslanden N.V.

NIBC Bank N.V.

State of The Netherlands

NatWest Markets Plc

Van Lanschot N.V.

Work highlights

  • Advised the Dutch state on its issuance of a debut €5.98bn green bond.
  • Acted for the Coöperatieve Rabobank U.A. on the update and restructuring of its €35bn commercial paper and certificate of deposit programme.
  • Advised NIBC Bank on its €20bn debt issuance programme.

Houthoff

Houthoff specialises in complex debt arrangements, including high-yield bond issues, note replacements, and private placements, for major international financial institutions, banks, and corporations. In recent work, the team worked on a number of cross-border debt transactions. The practice is led by Jessica Terpstra and André de Neve, who are both focused on debt capital markets work.

Practice head(s):

Jessica Terpstra; André de Neve

Key clients

The Carlyle Group

The Vitol Group

Royal VolkerWessels

Lehman Brothers Treasury

Reggeborgh

BTG Pactual/PPLA Participations

DH Private Equity

TMF Group

DP Eurasia N.V.

Ronson Europe N.V.

Vimetco

Citigroup

Deutsche Bank

J.P. Morgan

Globalworth

Petrobras

Teekay Offshore Partners L.P.

Work highlights

  • Advised Lehman Brothers Treasury on the large-scale replacement of notes denominated in 21 currencies with a single note.
  • Acted for Citigroup Global Markets on the tap issuance of the €350m 5.0% senior secured notes due 2023 that Digi Communications issued in 2016.
  • Advised the extraordinary administrators of Agrokor (in bankruptcy) on the conversion of outstanding debts into bonds.

Stibbe

Stibbe acts on public and private debt structures for major domestic and international finance providers including banks, financial institutions, corporate borrowers, and ratings agencies . Matters include standard debt issuances such as bonds and notes, alongside reorganisation, restructuring, and complex arrangements such as debt-to-equity swaps. The practice is led by international financing specialist  Rein van Helden and also includes Pieter Schütte.

Practice head(s):

Rein van Helden

Key clients

Amira Nature Foods

ASM International

Bain Capital

Barclays

Blackstone

BNP Paribas

British American Tobacco

Cimpress

Cinven

Citigroup

Constellium

Credit Suisse

DBRS Ratings

Deutsche Bank

Frigoglass

Fyber

IHS Towers

ING

Intertrust

J.P. Morgan

Goldman Sachs

Marubeni

Mitsui

Modec

Morgan Stanley

PostNL

PSA Groupe

Robert Bosch

SGG

Smurfit Kappa

Wright Medical Group

Steinhoff International

Work highlights

  • Advised Intertrust on a €500m notes offering.
  • Acted for Fyber on its €150m debt-to-equity swap.
  • Advised Goldman Sachs on two bond issues totalling €810m by Walnut Bidco in connection with its public offer to acquire Oriflame.

Baker McKenzie

Baker McKenzie advises corporations and investment banks on domestic and international debt issuances, including bond issues, medium-term note programmes and exchange offers. The practice works closely with the wider firm, particularly on cross-border mandates. The practice is jointly led by the firm's global securitisation head Philippe SteffensCorrine Schott, and Rebecca Kuijpers-Zimmerman.

Key clients

Arrow Global Group Plc

LKQ

Cosmo Pharmaceuticals

Delta Lloyd Levensverzekering

Nyrstar

Work highlights

  • Advised on an issue of bonds guaranteed by Willis Netherlands Holdings worth up to €1bn.
  • Acted for Riyad Bank on streamlining its derivatives procedures and standard ISDA documentation.
  • Advised Cosmo Pharmaceuticals on the placement of €175m of senior unsecured convertible bonds due 2023.

Freshfields Bruckhaus Deringer

Hogan Lovells International LLP

Hogan Lovells International LLP specialises in complex cross-border transactions, most notably covered bond programmes and securitisations, primarily acting on behalf of issuers. Clients include several prominent international banks, with the team working closely with the firm's banking practice on transactional and regulatory matters. The practice is jointly led by Wouter Jongen and the 'very professionalRobert Masman.

Practice head(s):

Robert Masman; Wouter Jongen

Testimonials

Robert Masman is very professional and has a deep knowledge and expertise of the Dutch market. He respects timing and is flexible.

Key clients

ING Bank

ABN AMRO

LeasePlan

Natixis

Rabobank

BNP Paribas

NIBC Bank

Work highlights

  • Acting for ING Bank N.V., as issuer, on the update of its €30bn hard- and soft-bullet covered bonds programme and its €15bn soft-bullet covered bonds programme.
  • Advising Schiphol Nederland and Royal Schiphol Group on the update of a €3bn medium-term note programme.
  • Advising Coöperatieve Rabobank on the update of Rabobank’s €25bn covered bond programme.

Loyens & Loeff

Martijn Schoonewille heads up the practice at Loyens & Loeff, which advises financial institutions, corporations and treasury companies on a wide range of debt capital markets work, including debt and bond issues, restructuring, and regulatory products.